Restoration Hardware buyout gets green light

June 12, 2008

Corte Madera, Calif.-based Restoration Hardware received shareholder approval for a planned buyout by private equity group Catterton Partners for about $179 million, a deal that was challenged at several points by Sears Holdings.

The company said that more than 99 percent of votes cast by shareholders at a meeting held yesterday were in favor of the deal. Catterton will purchase Restoration Hardware’s outstanding shares for approximately $4.50 in cash.

The deal is expected to be completed by next week.

"We are pleased with the outcome of today's vote and appreciate the strong support demonstrated by our shareholders," said Gary Friedman, Restoration Hardware's chairman, president and CEO.

Restoration Hardware also announced that it reached a preliminary agreement for the settlement of a shareholder complaint filed in the Superior Court of the State of California. The class action complaint was filed against Restoration Hardware, each of its directors, Catterton Partners and certain shareholders participating in the deal.

According to the settlement, Restoration Hardware will pay $3.7 million, approximately 10 cents to 13 cents a share, to shareholders involved in the complaint.

Board member Raymond Hemmig said that the lawsuit was without merit, but settling would expedite the merger agreement. The settlement is conditional on successfully closing the merger.